Problems with friends and being socially awkward?

hey guys well here it is.. last year when i was 13 i had lots of friends and everything was just going perfect but this year everything just changed. Now i feel like i have no friends and i have no idea why. all my friends are slowly drifting away because they get invited to lots of parties and theyre getting more popular and everything but i just stayed the same. I don't have a problem with anyone at school and lots of ppl like me i just feel like i don't fit in anymore. I used to be so painfully shy in elementary school but when i started middle school i cracked out of my shell. I got my gles off, i got prettier, and my entire self-confidence just completely raised. Now i feel more outgoing. However, some girls at school still refer to me as "shy" or "awkward" or "random" because sometimes i just don't know what to say to the more popular girls since all my friends are starting to become more popular. Idk i just don't feel like i fit in at all anymore. I'm not really sure what im asking here i just need help on how i can become less socially awkward in front of my friend's new "popular group". Also i tend to walk outside for recess and in the hallways without any of my friends since theyre so busy with theyre other friend. Help??? I'm starting to get depressed about thiss...